A l l i a n c e F i n (6627-X) a n c i a l G r o u p B e r h a d (6627-X) www.alliancegroup.com.my 2 0 1 1 ACHIEVING GROWTH A Alliance Financial Group Berhad (6627-X) N N 3rd Floor, Menara Multi-Purpose U A Capital Square L No. 8, Jalan Munshi Abdullah R 2011 ANNUAL REPORT E 50100 Kuala Lumpur, Malaysia P O R Tel : 03-2694 4888 T Fax : 03-2694 6200 Achieving Growth The Group continues to chart new milestones amidst a recovering domestic economic environment. We respond quickly to the emerging needs of modern lifestyles yet stay true to our values consistently. The Group continues to offer innovative products and services complemented by personalised relationships to all our customers. We remain competitive and focused on our long-term business strategies and will continue to strengthen our business momentum by improving productivity. We are also committed to ensuring strong risk management practices, active liquidity management and a healthy capital position. ACHIEVING GROWTH THROUGH VISION AND STRATEGY ACHIEVING GROWTH THROUGH CUSTOMER FOCUS ACHIEVING GROWTH THROUGH PERFORMANCE EXCELLENCE Vision Mission A leading integrated financial We will deliver excellent customer solutions provider with regional experience through strategic reach, delivering the best customer alliances and enhanced group experience and creating long term synergy, employing best-in-class shareholder value. technology and human capital. Values CARING CONVICTION RESILIENCE Beyond just our business We believe in always We will stay focused and objectives, we care about exceeding expectations, by relentlessly pursue our people – their existence, having the courage to raise promise of excellence. welfare, passions and the bar and challenging the Staying the course in good dreams. status quo. times and hard times to achieve our goals. And we are committed to And we will take treating people fairly and responsibility for our actions We will stay strong in the compassionately through in this pursuit of success in face of new challenges by open communication, mutual the marketplace. being flexible – continuously respect and team spirit. adapting and improving. CREATIVITY INTEGRITY We will constantly push the boundaries of conventional We practise uncompromising thinking to come up with integrity and ethics in all innovative solutions. our dealings. CONTENTS 3 Corporate Profile Accountability 4 Genealogy of Alliance Bank Malaysia Berhad 66 Statement on Corporate Governance 6 Corporate Information 75 Corporate Responsibility 7 Corporate Structure 78 Audit Committee Report 8 Products and Services 82 Statement on Internal Control 12 Financial Highlights 83 Risk Management Leadership Additional Information 14 Directors 19 Directors of Major Subsidiaries 89 Additional Compliance Information 22 Senior Management 90 List of Properties 93 Directory Perspectives 100 Analysis of Shareholdings 102 Substantial Shareholders 30 Statement by Chairman of 102 Directors’ Shareholdings Alliance Financial Group Berhad 34 Statement by Chairman of Alliance Bank Malaysia Berhad 40 Business and Operations Review by Group Chief Executive Officer of Alliance Bank Malaysia Berhad 56 Calendar of Significant Events Financials Notice and Form 103 Financial Statements of 265 Notice of Annual General Meeting Alliance Financial Group Berhad Form of Proxy • Statement of Board of Directors’ Responsibilities • Directors’ Report • Statement by Directors • Statutory Declaration • Independent Auditors’ Report • Statement of Financial Position • Statements of Comprehensive Income • Consolidated Statement of Changes in Equity • Statement of Changes in Equity • Consolidated Statements of Cash Flow • Statements of Cash Flow • Notes to the Financial Statements 209 Abridged Financial Statements of Alliance Bank Malaysia Berhad 229 Basel II Pillar 3 Disclosure of Alliance Bank Malaysia Berhad CORPORATE PROFILE Alliance Financial Group Berhad (AFGB or the Company) was incorporated in Malaysia on 7 April 1966 and was listed on the Main Market of Bursa Malaysia Securities Berhad (Bursa Securities) on 6 July 1979. The Group is principally involved in the provision of financial services through Alliance Bank Malaysia Berhad (ABMB). ABMB, together with its subsidiaries, Alliance Investment Bank Berhad (AIBB), Alliance Islamic Bank Berhad (AIS) and Alliance Investment Management Berhad (AIMB) provide a wide range of financial products and services in commercial banking, financing, investment banking, stockbroking, Islamic banking, unit trust funds management, fund management, investment advisory and other related financial services. 4 ALLIANCE FINANCIAL GROUP BERHAD (6627-X) GENEALOGY OF ALLIANCE BANk MALAYSIA BERHAD 1958 1986-1995 Banque de L’Indochine commenced operations in During this time, 16 branches were established Malaya with its first branch in the Selangor Kwangtung nationwide. Association Building, Jalan Pudu, Kuala Lumpur. This branch was subsequently relocated to Jalan Raja Chulan, Kuala Lumpur, in 1975. 1996 Malaysian French Bank Berhad changed its name to 1959 Multi-Purpose Bank Berhad. Banque de L’Indochine opened a sub-branch at Jalan Batu, Kuala Lumpur (now known as Jalan Tuanku Abdul 1998 Rahman). As in February 1998, the Bank had a network of 34 branches nationwide, including Sabah and Sarawak. 1975 The name of the Bank was changed to Banque de 1999 L’Indochine et de Suez (Banque Indosuez). In the same year, Banque Indosuez acquired a building in Jalan Raja Chulan, Kuala Lumpur, to serve as its headquarters. Multi-Purpose Bank Berhad was selected to be one of the anchor banks in the Malaysian government’s bank consolidation effort. Multi-Purpose Bank Berhad successfully anchored the merger with International Bank 1982 Malaysia Berhad, Sabah Bank Berhad, Sabah Finance Berhad, Bolton Finance Berhad, Amanah Merchant Bank Malaysian French Bank Berhad was incorporated to Berhad, and Bumiputra Merchant Bankers Berhad. assume the banking business of the two local branches of Banque Indosuez. The incorporation was the result of the French government’s nationalisation of Banque Indosuez 2001 and also of the subsequent restructuring of the Bank’s businesses in Malaysia to comply with local banking regulations. Alliance Banking Group was founded on 19 January from the successful merger of seven financial institutions. The newly-merged entity’s name and logo were unveiled to 1985 the public for the first time as the Alliance Banking Group comprising Alliance Bank Malaysia Berhad (ABMB), Alliance Finance Berhad, Alliance Merchant Bank Berhad The Bank established its “first” branch in Taman Maluri, and Alliance Unit Trust Management Berhad. Kuala Lumpur. In the same year, eight more branches were opened throughout the country. 2011 ANNUAL REPORT 5 2004 2007 On 1 August, Alliance Finance Berhad merged with ABMB. In April, Alliance Unit Trust Management Berhad merged Consequently, Hire Purchase is now offered at all Alliance with Alliance Capital Asset Management Berhad to form Bank’s retail branches nationwide. Alliance Investment Management Berhad (AIMB). In June, Alliance Islamic Bank Berhad (AIS) was incorporated as a wholly-owned subsidiary of ABMB. 2005 In conjunction with the change of name of its holding company from Malaysian Plantations Berhad to Alliance On 1 January, Alliance Merchant Bank Berhad acquired Financial Group Berhad on 31 August, Alliance Banking 100% equity interest in Kuala Lumpur City Securities Group underwent a major rebranding exercise and was (KLCS). renamed Alliance Financial Group. 2006 2008 In August, Alliance Merchant Bank Berhad changed AIS commenced its Islamic banking business on 1 April its name to Alliance Investment Bank Berhad (AIBB). In after assuming the entire Islamic banking business December, KLCS merged with AIBB to offer a full suite of portfolio of ABMB. investment banking services. Today Alliance Financial Group, comprising ABMB, AIBB, Alliance Personal branches, Alliance Rakan branches, AIS and AIMB, is now a dynamic, integrated financial Privilege Banking Centres, Islamic Banking Centres, services group offering end-to-end financing solutions Business Centres, Investment Bank branches, Direct through its Consumer Banking, SME Banking, Corporate Marketing offices and Unit Trust agent offices located & Commercial Banking, Islamic Banking, Investment nationwide in a mix of rural and urban areas. Banking and Stockbroking businesses, as well as Unit With over five decades of proud history in contributing Trust and Asset Management by providing products and to the financial community in Malaysia with its services that are suited for every customer at every innovative and entrepreneurial business spirit through stage of their life. its principal subsidiaries, the Group aspires to be It provides easy access throughout the country by Malaysia’s premier integrated financial services group serving its broad base of customers via multi-pronged delivering the best customer experience and creating delivery channels which include retail branches, long-term shareholder value. 6 ALLIANCE FINANCIAL GROUP BERHAD (6627-X) CORPORATE INFORMATION DIRECTORS Datuk Oh Chong Peng Megat Dziauddin bin Megat Mahmud Chairman, Independent Non-Executive Director Independent Non-Executive Director Dato’ Thomas Mun Lung Lee kung Beng Hong Senior Independent Non-Executive Director Non-Independent Non-Executive Director Tan Yuen Fah Ou Shian Waei (Appointed on 1.7.2010) Independent Non-Executive Director Independent Non-Executive Director Stephen Geh Sim Whye Sng Seow Wah (Appointed on 18.11.2010) Independent Non-Executive Director Non-Independent Non-Executive Director Phoon Siew Heng Non-Independent Non-Executive Director GROUP COMPANY SECRETARY AUDITORS Lee Wei Yen (MAICSA 7001798) PricewaterhouseCoopers Chartered Accountants Level 10, 1 Sentral REGISTERED OFFICE Jalan Travers Kuala Lumpur Sentral 3rd Floor, Menara Multi-Purpose P.O. Box 10192 Capital Square 50706 Kuala Lumpur, Malaysia No. 8, Jalan Munshi Abdullah 50100 Kuala Lumpur, Malaysia PRINCIPAL BANkER Tel : 03-2694 4888 Fax : 03-2694 6200 Alliance Bank Malaysia Berhad Website : www.alliancegroup.com.my Email : [email protected] BURSA MALAYSIA STOCk NAME/CODE REGISTRAR AFG/2488 Shareworks Sdn Bhd No. 10-1, Jalan Sri Hartamas 8 INTERNATIONAL SECURITIES Sri Hartamas IDENTIFICATION NUMBER (ISIN) 50480 Kuala Lumpur, Malaysia MYL2488OO004 Tel : 03-6201 1120 Fax : 03-6201 3121 2011 ANNUAL REPORT 7 CORPORATE STRUCTURE as at 31 May 2011 100% 100% Alliance Investment Alliance Research Bank Berhad Sdn Bhd 100% 100% Alliance Islamic AIBB Nominees Bank Berhad (Tempatan) Sdn Bhd 100% 100% Alliance Direct AIBB Nominees Marketing Sdn Bhd (Asing) Sdn Bhd 100% Alliance Bank Malaysia Berhad 100% AllianceGroup Nominees (Tempatan) Sdn Bhd 100% (6627-X) AllianceGroup Nominees (Asing) Sdn Bhd 70% Alliance Investment Management Berhad 100% Alliance Trustee Berhad This chart features the main operating companies and does not include inactive companies and companies that are under members’ voluntary liquidation. 8 ALLIANCE FINANCIAL GROUP BERHAD (6627-X) PRODUCTS AND SERVICES Alliance Bank Malaysia Berhad Personal Banking Loans • Alliance SaveLink Home Loan Wealth Management • Alliance Conventional Home Loan • Alliance SaveLink Interest Payment Option Deposits • Alliance OD/FD Express • AllianceSave Manjaku • Alliance SaveLink Commercial Property Loan • AllianceSave Pendidikan • Alliance Conventional Commercial Property Loan • Savings Account/Basic Savings Account • Alliance Hire Purchase • Current Account/Basic Current Account • Fixed Deposit Cards • AllianceSave • Alliance Gold and Classic Credit Cards • Alliance Senior Savers • Alliance Platinum Credit Card • Alliance FDGold • IKEA Friends Credit Card • Alliance Hybrid Account • IKEA Friends Loyalty Payment Card Wills and Trust Services • Alliance CPA Australia Gold Credit Card • Alliance Legacy • Alliance CNI Gold Credit Card • Alliance CNI Gold Payment Card Structured Investment • Alliance Business Platinum Card • Alliance Dual Currency Investment (DCI) • Alliance Chinese Independent School (CIS) Payment Card • Alliance Gold-AUD Linked Structured Investment (GOALS) • Alliance Chinese Independent School (CIS) Credit Card • Alliance You:nique Rates Credit Card Unit Trust Investment • Alliance You:nique Rewards Credit Card • Equity Funds • Alliance You:nique Rebates Credit Card • Fixed Income-Bond Funds • Alliance You:nique Prepaid Card • Money Market Funds • Alliance Allianz Insurance Gold & Platinum Credit Cards Share Trading and Margin Facilities • Tiger Football Club Credit Card • Tiger Football Club Prepaid Card • Alliance Share Margin Financing • Alliance Standard Debit MasterCard • Alliance Share Trading • Alliance Platinum Debit MasterCard • ESOS/IPO/Placement Financing • Alliance Premium Debit MasterCard Bancassurance • Bijak Malaysia Corporate and Commercial Banking • Alliance CashBack Protector II • Alliance Cash Plus • Alliance Cash Maximiser • Credit Facilities • Alliance MaxWealth – Working Capital Financing • Alliance Motor Insurance – Term Loan • Alliance Travel Protector – Bridging Loan • Alliance Premier Protector – Syndicated Loan • Alliance Senior Protector – Business Premises Financing • Alliance Home Protector – Supplier Financing • Smart Protector Enhanced (Telemarketing) – Business Platinum Card • Alliance Mortgage Reducing Term Assurance – Foreign Currency Loan • Alliance MyRetirement RP • Trade Facilities • Alliance MyRetirement SP – Letter of Credits • Alliance MyLifestyle – Trust Receipts • Alliance MyJunior – Bankers Acceptances • Alliance Income Saver (May 2011) – Export Bills Purchased/Discounting • Alliance i-Vantage (May 2011) – Export Credit Refinancing • Alliance i-Medic (May 2011) – Export LC Negotiation • Alliance Family Takaful Investment (May 2011) – Collection Bills • Alliance Safe Assure – Shipping Guarantees • Alliance Passenger Assure – Export LC Advising/Confirmation • Alliance Mortgage Reducing Term Takaful – Bank Guarantees (BGs) • Alliance Credit Term Takaful (May 2011) – Promissory Notes • Alliance 100% Hospital Income Plan (Telemarketing) – Foreign Currency Trade Loan • Alliance My Protection (Telemarketing) • Foreign Exchange • Cash Back Personal Accident (Telemarketing) • Cash Management • Interest Rate Swap • Bancassurance
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